Target (NYSE: TGT) executive granted stock units; shares withheld for taxes

Rhea-AI Filing Summary

Target Corporation executive Cara A. Sylvester reported equity compensation and related tax withholding on Common Stock. On March 11, 2026, she received two stock awards: 16,759 shares and 8,799 shares at a stated price of $0.00 per share as grants under Target’s 2020 Long-Term Incentive Plan.

These awards include restricted stock units and performance-based restricted stock units, with the performance-based award representing the minimum number of shares deliverable after vesting in three years and incorporating dividend equivalents. On the same date, 1,010 shares were withheld at $119.88 per share to cover tax obligations on a previously granted performance-based award. After these transactions, she directly held 52,104 Target shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SYLVESTER CARA A

(Last) (First) (Middle)

1000 NICOLLET MALL

(Street)

MINNEAPOLIS MN 55403

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TARGET CORP [ TGT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/11/2026		A(1)		16,759	A	$0	44,315(2)	D
Common Stock	03/11/2026		A(3)		8,799	A	$0	53,114	D
Common Stock	03/11/2026		F(4)		1,010	D	$119.88	52,104	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Award of restricted stock units pursuant to the Target Corporation 2020 Long-Term Incentive Plan.

2. Includes dividend equivalents paid on performance-based restricted stock units since the date of the reporting person's last filing through the date of the reported transaction that have been reinvested in additional performance-based restricted stock units.

3. Award of performance-based restricted stock units pursuant to the Target Corporation 2020 Long-Term Incentive Plan. Amount reported represents the minimum number of shares that will be delivered upon satisfaction of vesting conditions. Award vests three years after the grant date.

4. Withholding of stock to satisfy tax withholding obligation on vesting of performance-based restricted stock unit award granted under the Target Corporation 2020 Long-Term Incentive Plan previously reported by the reporting person on March 10, 2023.

Remarks:

Exhibit 24 - Power of Attorney

	Miranda S. Hirner, Attorney-In-Fact	03/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did Target (TGT) report for Cara A. Sylvester?

Target executive Cara A. Sylvester reported stock-based compensation and related tax withholding. She received two equity awards under the 2020 Long-Term Incentive Plan and had shares withheld to satisfy taxes from a previously granted performance-based restricted stock unit award.

How many Target (TGT) shares were granted to Cara A. Sylvester?

Cara A. Sylvester received two grants totaling 25,558 Target shares: 16,759 shares and 8,799 shares. Both grants were recorded at a price of $0.00 per share as stock awards under the Target Corporation 2020 Long-Term Incentive Plan.

What tax withholding transaction occurred in this Target (TGT) Form 4?

The filing shows 1,010 Target shares withheld at $119.88 per share to cover tax obligations. This withholding related to the vesting of a performance-based restricted stock unit award previously granted and disclosed on March 10, 2023.

What are the terms of the performance-based stock units reported for Target (TGT)?

The performance-based restricted stock unit award reflects the minimum number of shares deliverable if vesting conditions are met. According to the disclosure, this award vests three years after the grant date, and dividend equivalents are reinvested into additional performance-based units.

How many Target (TGT) shares does Cara A. Sylvester hold after these transactions?

Following the reported grants and tax withholding, Cara A. Sylvester directly held 52,104 shares of Target Common Stock. This post-transaction figure reflects the net position after receiving new awards and withholding shares to satisfy her tax obligations.

What plan governs the equity awards to Cara A. Sylvester at Target (TGT)?

All reported stock awards and related tax withholding are connected to the Target Corporation 2020 Long-Term Incentive Plan. This plan provides for restricted stock units, performance-based restricted stock units, and associated dividend equivalents as part of executive equity compensation.